UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 40-F

[Check one]

            [_]    REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF
                   THE SECURITIES EXCHANGE ACT OF 1934

                                       OR

            [X]    ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF
                   THE SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended    December 31, 2004

                         Commission File Number 0-30514

                                ARC ENERGY TRUST
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             (Exact name of Registrant as specified in its charter)


                                       N/A
--------------------------------------------------------------------------------
         (Translation of Registrant's name into English (if applicable))


                                     ALBERTA
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        (Province or other jurisdiction of incorporation or organization)


                                      1311
--------------------------------------------------------------------------------
    (Primary Standard Industrial Classification Code Number (if applicable))


                                 NOT APPLICABLE
--------------------------------------------------------------------------------
             (I.R.S. Employer Identification Number (if applicable))


   2100, 440 2ND AVENUE S.W., CALGARY, ALBERTA, CANADA T2P 5E9 (403) 503-8600
--------------------------------------------------------------------------------
   (Address and telephone number of Registrant's principal executive offices)


         CORPORATION SERVICE COMPANY, 2711 CENTERVILLE ROAD, SUITE 400,
                           WILMINGTON, DELAWARE 19805
                                 (302) 636-5401
--------------------------------------------------------------------------------
            (Name, address (including zip code) and telephone number
        (including area code) of agent for service in the United States)


Securities registered or to be registered pursuant to Section 12(b) of the Act.

                                                 Name of each exchange
           Title of each class                    on which registered
           -------------------                    -------------------

                 N/A                                     N/A


Securities registered or to be registered pursuant to Section 12(g) of the Act.

                                   TRUST UNITS
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                                (Title of Class)


--------------------------------------------------------------------------------
                                (Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act.

                                       N/A
--------------------------------------------------------------------------------
                                (Title of Class)

<PAGE>


For annual reports, indicate by check mark the information filed with this Form:

   |X| Annual information form         |X| Audited annual financial statements

Indicate the number of outstanding shares of each of the issuer's classes of
capital or common stock as of the close of the period covered by the annual
report.

                            185, 821,962 Trust Units

Indicate by check mark whether the Registrant by filing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
(the "Exchange Act"). If "Yes" is marked, indicate the file number assigned to
the Registrant in connection with such Rule.

                         [_]  Yes 82-_________   No [X]

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12
months (or for such shorter period that the Registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days.

                               [X]  Yes     [_]  No





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<PAGE>

PRINCIPAL DOCUMENTS

The following documents have been filed as part of this Annual Report on Form
40-F:

A.       ANNUAL INFORMATION FORM

For our Annual Information Form for the fiscal year ended December 31, 2004, see
Exhibit 1 of this Annual Report on Form 40-F.

B.       AUDITED ANNUAL FINANCIAL STATEMENTS

For our Consolidated Financial Statements for the fiscal year ended December 31,
2004, including the report of independent chartered accountants with respect
thereto, see Exhibit 2 of this Annual Report on Form 40-F. For a reconciliation
of important differences between Canadian and United States generally accepted
accounting principles, see Note 18 of the Notes to the Consolidated Financial
Statements.

C.       MANAGEMENT'S DISCUSSION AND ANALYSIS AND RESULTS OF OPERATIONS

For Management's Discussion and Analysis and Results of Operations for the
fiscal year ended December 31, 2004, see Exhibit 3 of this Annual Report on Form
40-F.

CONTROLS AND PROCEDURES
-----------------------

A.       DISCLOSURE CONTROLS AND PROCEDURES

The Registrant's Chief Executive Officer and Chief Financial Officer conducted
an evaluation of the effectiveness of the Registrant's disclosure controls and
procedures as of the end of the period covered by this Annual Report on Form
40-F (the "evaluation date"). Based on that evaluation, the Chief Executive
Officer and Chief Financial Officer concluded that, as of the evaluation date,
the design and operation of the Registrant's disclosure controls and procedures
were effective in ensuring that material information relating to the Registrant
and its consolidated subsidiaries would be made known to them by others within
those entities, particularly during the period in which this report was being
prepared.

B.       CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There have been no significant changes to the Registrant's internal control over
financial reporting or in other factors that could significantly affect internal
control over financial reporting subsequent to the evaluation date.


AUDIT COMMITTEE FINANCIAL EXPERT
--------------------------------

The Board of Directors (the "Board") of ARC Resources Ltd. has determined that
Mr. Fred Dyment is an audit committee financial expert (as defined in paragraph
8(b) of General Instruction B to Form 40-F). Mr. Dyment is an independent member
of the Board.

CODE OF ETHICS
--------------

The Registrant has adopted a code of ethics (as that term is defined in Form
40-F) that applies to its principal executive officer, principal financial
officer and controller. The code of ethics has been posted on the Registrant's
website at WWW.ARCRESOURCES.COM. Since the adoption of the code of ethics, there
have not been any amendments to the code of ethics or waivers, including
implicit waivers, from any provision of the code of ethics. The Registrant will
post on its website any amendment to, or waiver of, a provision of its code of
ethics which requires disclosure within five business days following the date of
any such amendment or waiver.


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<PAGE>

PRINCIPAL ACCOUNTANT FEES AND SERVICES
--------------------------------------

AUDIT FEES

The following sets forth the aggregate fees billed for each of the two past
fiscal years for professional fees to the principal accountants of the
Registrant for the audit of the annual financial statements or for services
normally provided by the accountant in connection with statutory and regulatory
filings or engagements for those fiscal years. All dollar amounts herein are
Canadian dollars.

         Fiscal year ended December 31, 2003            $433,700

         Fiscal year ended December 31, 2004            $235,000

AUDIT-RELATED FEES

The following sets forth additional aggregate fees to those reported under
"Audit Fees" in each of the last two fiscal years for assurance and related
services by the principal accountant that are reasonably related to the
performance of the audit or review of the financial statements:

         Fiscal year ended December 31, 2003            $ 25,100

         Fiscal year ended December 31, 2004            $ 43,400

The services for the fiscal year ended December 31, 2003 related to the
management internalization transaction and the services for the fiscal year
ended December 31, 2004 related to the French translation of certain publicly
filed financial documents.

TAX FEES

The following sets forth the aggregate fees billed in each of the last two
fiscal years for professional services rendered by the principal accountant for
tax compliance, tax advice and tax planning:

         Fiscal year ended December 31, 2003            $ 74,000

         Fiscal year ended December 31, 2004            $ 72,500

ALL OTHER FEES

The following sets forth the aggregate fees billed in each of the last two
fiscal years for products and services provided by the principal accountant not
described above:

         Fiscal year ended December 31, 2003            $  NIL

         Fiscal year ended December 31, 2004            $  NIL

AUDIT COMMITTEE APPROVAL

The Registrant's audit committee pre-approves every engagement by the Registrant
of Deloitte & Touche LLP to render audit or non-audit services. All of the
services described above were approved by the audit committee.

OFF-BALANCE SHEET ARRANGEMENTS
------------------------------

See page 17 of the Registrant's Management's Discussion and Analysis and Results
of Operations for the fiscal year ended December 31, 2004, which is filed as
Exhibit 3 to this Annual Report on Form 40-F.


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<PAGE>

TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS
---------------------------------------------

See pages 16 and 17 of the Registrant's Management's Discussion and Analysis and
Results of Operations for the fiscal year ended December 31, 2004, which is
filed as Exhibit 3 to this Annual Report on Form 40-F.

SIGNIFICANT ACCOUNTING ESTIMATES AND POLICIES
---------------------------------------------

See pages 18 and 19 of the Registrant's Management's Discussion and Analysis and
Results of Operations for the fiscal year ended December 31, 2004, which is
filed as Exhibit 3 to this Annual Report on Form 40-F.





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<PAGE>

                  UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A.       UNDERTAKING

The Registrant undertakes to make available, in person or by telephone,
representatives to respond to inquiries made by the Commission staff, and to
furnish promptly, when requested to do so by the Commission staff, information
relating to: the securities registered pursuant to Form 40-F; the securities in
relation to which the obligation to file an annual report on Form 40-F arises;
or transactions in said securities.

B.       CONSENT TO SERVICE OF PROCESS

A Form F-X signed by the Registrant and its agent for service of process was
previously filed with the Commission in connection with the Trust Units.

Any change to the name and address of the agent for service for service of
process of the Registrant shall be communicated promptly to the Securities and
Exchange Commission by an amendment to the Form F-X referencing the file number
of the relevant registration statement.




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<PAGE>


                                SIGNATURES

         Pursuant to the requirements of the Exchange Act, the Registrant
certifies that it meets all of the requirements for filing on Form 40-F and has
duly caused this annual report to be signed on its behalf by the undersigned,
thereto duly authorized.

                                        ARC ENERGY TRUST
                                        (the Registrant)


                                        By /s/ John P. Dielwart
                                           -------------------------------------
                                           John P. Dielwart
                                           President and Chief Executive Officer

                                        Date: March 22, 2005



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<PAGE>

                                INDEX TO EXHIBITS
                                -----------------


  EXHIBIT NUMBER                          DESCRIPTION
  --------------                          -----------

      99.1              Annual Information Form for the fiscal year ended
                        December 31, 2004.

      99.2              Consolidated Financial Statements for the fiscal
                        year ended December 31, 2004 (note [18] to the
                        Consolidated Financial Statements relates to the
                        United States Generally Accepted Accounting
                        Principles (U.S. GAAP)).

      99.3              Management's Discussion and Analysis and Results of
                        Operations for the fiscal year ended December 31,
                        2004.

      31.1              Certification of Chief Executive Officer pursuant
                        to Rule 13a-14(a) or 15d-14 of the Securities
                        Exchange Act of 1934.

      31.2              Certification of Chief Financial Officer pursuant
                        to Rule 13a-14(a) or 15d-14 of the Securities
                        Exchange Act of 1934.

      32.1              Certifications of Chief Executive Officer pursuant
                        to Rule 13(a)-14(b) and Section 1350 of Chapter 63
                        of Title 18 of the United States Code (18 U.S.C.
                        1350).

      32.2              Certifications of Chief Financial Officer pursuant
                        to Rule 13(a)-14(b) and Section 1350 of Chapter 63
                        of Title 18 of the United States Code (18 U.S.C.
                        1350).

      23.1              Consent of Deloitte & Touche LLP to the inclusion
                        of the Auditor's Report dated February 23, 2005 on
                        the financial statements of the Registrant.

      23.2              Consent of Gilbert Laustsen Jung Associates Ltd. to
                        the inclusion of the Report dated February 7, 2005
                        evaluating the reserves of ARC Resources Ltd. and
                        ARC (Sask.) Energy Trust.


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